Black Hills Corp
3 nominees · 3 ballot items.
Election of three Class II directors; ratification of Deloitte & Touche LLP as independent registered public accounting firm for 2026; advisory (non-binding) approval of executive compensation; and transaction of any other business properly before the meeting.
Follow how the vote landed and what changed on Black Hills Corp’s board — director track records, governance grades, and ongoing monitoring — on the Boardroom Alpha platform.
On the ballot3
- 1
Election of Directors
ManagementBoard: FORElection of three Class II directors (Scott M. Prochazka, Teresa A. Taylor, and Anne G. Waleski) for three-year terms expiring in 2029.
- 2
Ratification of Appointment of Independent Registered Public Accounting Firm
ManagementBoard: FORRatify the appointment of Deloitte & Touche LLP as the company’s independent registered public accounting firm for 2026.
- 3
Advisory Vote on Executive Compensation (Say-on-Pay
ManagementBoard: FORNon-binding advisory vote to approve the compensation of the Named Executive Officers as disclosed in the proxy statement.
More detail
The advisory, non-binding 'say-on-pay' proposal asks shareholders to approve the Company's executive compensation as disclosed in the proxy. Management frames this as aligning pay with performance via a mix of base salary, short-term incentives tied largely to adjusted EPS and safety/customer/human-capital metrics, and long-term incentives that include performance share units tied to rTSR, average EPS, cost metrics and emissions reduction. The board recommends 'FOR', citing robust governance practices (independent compensation committee, independent consultant Meridian, clawback policies, stock ownership guidelines) and past strong shareholder support (97.8% approval in 2025). Key contextual factors include the pending Merger with NorthWestern which affects change-in-control treatment of equity awards and the Committee’s use of a peer group; management notes that the vote is non-binding but the Board will consider results when setting future compensation. The proposal is not routine nor administrative given its linkage to compensation philosophy and recent corporate transactions, and the board’s rationale emphasizes retention, alignment with shareholders through equity and performance metrics, and risk-mitigation measures such as caps and clawbacks.
Nominees on the ballot3
Top institutional holders10
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | BlackRock, Inc. | 9.9% | 7,523,980 | $522M |
| 2 | VANGUARD PORTFOLIO MANAGEMENT LLC | 6.6% | 5,039,870 | $350M |
| 3 | STATE STREET CORP | 4.8% | 3,620,556 | $251M |
| 4 | VANGUARD CAPITAL MANAGEMENT LLC | 4.4% | 3,369,588 | $234M |
| 5 | BlackRock, Inc. | 3.8% | 2,876,141 | $200M |
| 6 | NOMURA ASSET MANAGEMENT INTERNATIONAL INC. | 3.5% | 2,668,050 | $185M |
| 7 | Capital Research Global Investors | 3.0% | 2,275,922 | $158M |
| 8 | TWO SIGMA INVESTMENTS, LP | 2.9% | 2,216,003 | $154M |
| 9 | ADAGE CAPITAL PARTNERS GP, L.L.C. | 2.7% | 2,069,827 | $144M |
| 10 | Point72 Asset Management, L.P.Activist | 2.6% | 1,943,215 | $135M |
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Frequently asked questions
- When is the Black Hills Corp 2026 annual meeting?
- Black Hills Corp (BKH) holds its 2026 annual shareholder meeting on Wednesday, April 29, 2026.
- What is the record date for the Black Hills Corp 2026 meeting?
- The record date for the Black Hills Corp 2026 meeting is Tuesday, March 10, 2026. Shareholders of record on or before that date are eligible to vote.
- Who are the director nominees for Black Hills Corp's 2026 meeting?
- The board is presenting 3 director nominees at the Black Hills Corp 2026 meeting, listed with their independence status and background.
- What proposals will shareholders vote on at the Black Hills Corp 2026 meeting?
- Shareholders will vote on 3 proposals at the Black Hills Corp 2026 meeting, each tagged with who proposed it and the board's recommendation.
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